French media company, CANAL+ Group and South Africa's MultiChoice Group (MCG), have received approval from the South African Competition Tribunal for Canal+’s mandatory offer to acquire all remaining ordinary issued shares of MCG not already owned by Canal+, excluding treasury shares, at ZAR125.00 per share.
Per section 122(1) of South Africa Companies Act, of acquiring an additional interest, bringing Canal+’s total shareholding to 35.01% (as at February 2024) of MCG issued shares, triggered the requirement for a mandatory offer.
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The deal values MCG at R53 billion (approximately USD 3 billion). The approval is subject to conditions ensuring compliance with South African regulations, including foreign ownership restrictions.
The transaction, detailed in a combined circular dated June 4, 2024, includes public interest commitments to support Historically Disadvantaged Persons (HDPs) and Small, Micro, and Medium Enterprises (SMMEs) in South Africa’s audio-visual industry, ensuring continued funding for local entertainment and sports content.
Since announcing the deal in 2024, Canal+ has been buying up stock in the market since announcing the deal in 2024 and will now purchase the rest from shareholders.
The offer is expected to be completed before the long-stop date of 8 October 2025 (initially set for April 5)
To comply with South African laws and maintain MultiChoice’s Broad-Based Black Economic Empowerment (BBBEE) credentials, MultiChoice (Pty) Ltd (“LicenceCo”), which holds the South African broadcasting license and subscriber contracts, will become an independent entity.
Canal+ is advised on South African law by Bowmans (Law Firm) , with strategic communications support from Brunswick Group . Its joint financial advisors are Merrill Lynch South Africa Proprietary Limited (t/a Bank of America Securities) and J.P. Morgan acting directly and through its affiliate, JPMorgan Bank, Johannesburg.
MultiChoice is taking competition and broadcasting advice from Herbert Smith Freehills Kramer and Werksmans Attorneys. Its joint financial advisors are Citigroup Global Capital Markets Inc. and Morgan Stanley , while joint legal advisors are Webber Wentzel and DLA Piper. RMB - Rand Merchant Bank , serves as MultiChoice’s JSE sponsor, with FTI Consulting providing strategic communications support. The Standard Bank South Africa acts as the independent expert.
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